As part of continuous changes in the corporate world of the Philippines, the SEC has been continuously developing new policies in order to encourage the nation’s businesses to grow. For new entrepreneurs and growing business owners, the first step to building your business is setting up a corporate entity. Part of this process is planning out finances. Understanding the SEC registration fee and its discount policies will allow your corporate entity to understand the costs involved. This will allow corporate entities, legal teams, and CFOs to understand what policies are in place to reduce the costs of incorporation. MSMEs will be empowered to take their business to the next level by becoming a registered entity. They can gain credibility, access funding, and will allow them to grow their business within a competitive market.
Overview of Regulatory Framework and Incentive for Companies
The SEC is always looking to create new policies to support and encourage growth in the economy. They do this by reducing the barriers to entry for businesses. This allows local businesses to become registered entities.
- Background: The SEC has created new policies to support businesses in the economy. This was done in response to the changing economic environment and the new legislation introduced in Republic Act No. 9501 (Magna Carta for Micro, Small and Medium Enterprises). The SEC issued new policies and created Memorandum Circular No. 13, series of 2026. This circular now allows for certain types of businesses to have reduced fees when incorporating.
- Purpose: To encourage growth, these policies have been made to allow more businesses to become registered. Removing a large amount of government fees will encourage growing partnerships and family-run businesses to become a domestic stock company. This will increase the amount of tax in the country, improve access to formal business banks, and allow them to participate in the market.
- Scope: The SEC has created policies to reduce costs for businesses. These reduced fees apply to initial registration fees, business name, and security registration fees.
- Validity: With the new policies extended, businesses can be confident they will have reduced rates until December 31st 2026. Incorporation dates need to be planned to ensure they capitalize on these reduced fees.
- Inclusive: These reduced fees are aimed at encouraging more businesses to incorporate outside of major cities like Metro Manila, Metro Cebu, and Metro Davao. Businesses in rural areas can incorporate at a fraction of the cost. These could be businesses in agriculture, eco-tourism, logistics, and retail.
- Improved Corporate Governance: Incorporating means that you will have transparency in your accounts. You will be required to provide regular General Information Sheets (GIS) and have your accounts audited yearly. The incentive will reduce the initial costs of entry so growing businesses can easily cope with the increased costs.
- Working with Government: The SEC fee reduction works alongside other government departments and creates ease of doing business. This will improve competitiveness within regions and attract foreign direct investment partners.
How Much is the SEC Registration Fee in the Philippines?
One of the main concerns for new business owners, directors, and foreign investors is understanding how much the SEC registration fee is in the Philippines. Having a clear understanding of the initial costs will allow directors to plan the exact amount of money they will need to fund their business.
- Base Fee: The initial incorporation costs will be based on the total amount of capital stock your company has. This will be calculated using the total Authorized Capital Stock (ACS). This will generally be calculated as 1/5 of 1% of the authorized capital stock.
- Additional Fees: Additional fees will come into play. These are set by law and will include a Legal Research Fee of 1% of the initial fee. There will also be online fees to submit your application on the corporate portal. There will be a fee for reserving your business name and registering your company in the register books.
- Tiers: The fees will increase depending on the size of your company. The larger your authorized capital stock is, the higher the initial fee will be.
- Cost Saving: When comparing the normal fees to the reduced fees in 2026, there will be substantial savings. Founders will be able to save valuable cash flow by using these reduced fees.
- Understanding the difference between authorized capital and paid-up capital: It is important to know the difference between authorized capital (maximum amount of equity you can issue) and paid-up capital. The SEC will calculate the fees using the higher of your total authorized capital and paid-up capital.
- Secondary Licenses: Businesses in certain industries such as finance, investment, real estate, and securities will have an additional cost. They will need to pay an application fee to obtain a license.
- Online Payment: As the payments are now done online, there will be small fees depending on which payment method is used. These can include Landbank LinkBizPortal, eSPARC, Over the Counter, and digital wallets.
SEC Registration Fee Discount Policies
To help protect new businesses from inflation and increased costs of incorporation, the SEC has created a discount policy. This will help to provide relief to the balance sheet and redirect funds into your business.
- 20% Discount: Qualified stock companies that are applying for incorporation will receive a 20% discount on the initial fees.
- 50% Discount: Ambitious medium-sized companies looking to raise capital from the public, private placements, or niche crowdfunding platforms will receive a 50% discount on their security registration. This will save on the costs of raising capital and will encourage more businesses to participate in the capital market.
- Multiple Years: These reduced fees have been extended until December 31st 2026, as stated in Memorandum Circular No. 13 series of 2026. This will prevent any unexpected increases in fees and will give directors confidence to plan their corporate structure over multiple quarters.
- Discount Policy: The discount policy has been created to ensure only genuine micro, small, and medium-sized businesses will receive the discount. This has been done by linking the discount to the asset value of the company. This will ensure the public is subsidizing the correct sectors.
- 20% Discount: This discount applies to domestic stock companies in various industries.
- Reduced Costs for Offering Securities: Offering securities generally comes with high costs. However, with a 50% discount on the security registration fee, debt, commercial paper, and equity crowdfunding can be used as a source of funding for medium-sized companies.
- No Price Changes: Applications that are submitted and accepted during the period of December 31st 2026 will have the reduced fee applicable.
How to Avail the Discount
To qualify for the reduced fees, you need to ensure you follow the correct procedures. Below outlines how to avail the discount.
- Asset Size: To qualify, you need to ensure your company falls within the correct size based on the total asset value. This does not include the land where your office, plant, or facilities are located.
- Micro: Total asset value of less than or equal to ₱3,000,000.
- Small: Total asset value of more than ₱3,000,000 but less than or equal to ₱15,000,000.
- Medium: Total asset value of more than ₱15,000,000 but less than or equal to ₱100,000,000.
- Documents: You will need to prepare specific documents. This will include a notarised Certification of Qualification signed by your Corporate President and Treasurer. This should include your asset value, audited accounts (or opening balance sheet), asset list, and proof of your business type.
- Minimum Paid-Up Capital: If you are qualifying for the reduced security registration fee, you will have a minimum paid-up capital. You will need to show proof of having a minimum paid-up capital of ₱25,000,000. Certain agribusinesses will have exemptions if they are registered under agricultural registration.
- Documents: You will need to submit your documents through the electronic application system. This could be the Electronic Simplified Processing of Application for Registration of Company (eSPARC). Or you can send them through to your chosen SEC Extension Office. Ensuring your documents are correct will allow you to receive the discount.
- Asset Calculations: Ensure your assets do not include your buildings, equipment, and stock. You must ensure you subtract the land value. A common reason for applications being rejected is including the land value within your sworn assets.
- Certification of Qualification: The Certification of Qualification must be written using the exact wording. If there are any differences in the wording, no notary details, or unverified assets, then your documents will be rejected.
- Electronic Applications: If your application has been returned due to incorrect formatting, missing schedules, or unclear capitalization, then you need to ensure you amend your documents within the allowed time frames.
Why You Should Seek Help from Experts
Due to the complexity of the process, it is important to seek help from Triple i Consulting. There are many intricate parts to the process, including understanding the legislation, asset value, company drafting, and correct documentation. This will help to avoid any rejections, unwanted tax, and any issues with your company structure.
- Understanding Complex Government Circulars: Interacting with government will require you to understand complex terminology, tax, drafting, and capitalization. If there are any mistakes in your Articles of Incorporation, Corporate By-Laws, or asset certification, then your application will be rejected.
- Trusted Service Provider: Triple i Consulting is a leading business consultancy in the Philippines. We have extensive knowledge of the process and will make registering your company, accounts, tax, and statutory requirements easy.
- Avoid Issues: Incorrectly registering your company can cause you to be cited for non-compliance. You may also be charged extra fees or have issues with your company that will make it difficult for you to invest equity, apply for loans, or licenses. All documents will be audited by corporate advisors.
- Focus on Your Business: Having a specialist corporate advisor will allow you to focus on growing your business. Our experts will take care of drafting your documents, notarisation, interacting with agencies, and following up until you receive your certificate.
- Advice on Company Structure & Capitalization: Finding the right amount of authorized capital stock can be difficult. We can advise you on the best figures to incorporate so you can maximize your growth whilst making full use of the reduced fees.
- Complete Set Up: Once you have received your Certificate of Incorporation, you will need to complete your Local Government Unit (LGU) permits, Bureau of Internal Revenue (BIR) tax registration, and register as an employer with Social Security System (SSS), PhilHealth, and Pag-IBIG. Using a professional firm will make this process easy.
Wrapping Up
To ensure continued success, protection, and growth of your business in the Philippines, it is important to manage your finances well, have a clear plan, and comply with regulations. Getting the best deal on your SEC registration fee will save your new business valuable capital. By taking advantage of the active reduced fees, ensuring you meet the asset requirements, and using a qualified corporate advisor, growing businesses will be able to take advantage of long-term opportunities.
Is Assistance Available?
Yes! Triple i Consulting can help you calculate your SEC registration fee. Contact us today to speak to one of our experts.
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